Common use of Unwinding Clause in Contracts

Unwinding. The Parties agree that the success of the transaction described herein is dependent on certain actions which RITE has agreed to undertake, which have been memorialized in Section 6. AGREEMENT TO FILE OFFERING AND SEEK UNDERWRITER and Section 7. EXPANSION OF THE RITE BOARD OF DIRECTORS of this Definitive Agreement. The Parties agree that failure by RITE to (i) file or cause to be filed with the SEC, within one hundred eighty (180) days of the execution of this Definitive Agreement, a Regulation A+, Tier 1 or Tier 2 Offering (the “Offering”), or to engage in another suitable alternate funding methodology to fund the development of the mineral assets of the Subsidiaries, unless funds have or are in the process of being raised from other sources; or (ii) expand its Board of Directors to include ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ in order to provide further comfort and continuity to the NMC shareholders, (the “Performance Failure by RITE”) shall allow NMC’s Board of Directors, in its sole discretion, to unwind the transaction described herein if they so choose to do so. The Parties further agree that in the event that NMC’s Board of Director chooses to unwind and does unwind this transaction pursuant a Performance Failure by RITE, then RITE will be granted the equivalent of two hundred (200) shares of NMC common stock (200 shares x $0.005 per share = $1.00), payable in common Please review pages 2 & 3 - Cautionary Notes on Forward-Looking Statements. 6 stock or in any other such form of compensation as may be mutually agreed to by the Parties at that time, for each one ($1) United States Dollar of funds contributed by RITE and used to pay down the five million ($5,000,000) United Staes Dollars in outstanding obligations of NMC that RITE has assumed pursuant to this transaction or paid into, or on behalf of, the Subsidiaries towards the development of the mineral project.

Unwinding. The Parties agree that the success of the transaction described herein is dependent on certain actions which RITE has agreed to undertake, which have been memorialized in Section 6. AGREEMENT TO FILE OFFERING AND SEEK UNDERWRITER and Section 7. EXPANSION OF THE RITE BOARD OF DIRECTORS of this Definitive Agreement. The Parties agree that failure by RITE to (i) file or cause to be filed with the SEC, within one hundred eighty (180) days of the execution of this Definitive Agreement, a Regulation A+, Tier 1 or Tier 2 Offering (the “Offering”), or to engage in another suitable alternate funding methodology to fund the development of the mineral assets of the Subsidiaries, unless funds have or are in the process of being raised from other sources; or (ii) expand its Board of Directors to include ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ in order to provide further comfort and continuity to the NMC shareholders, (the “Performance Failure by RITE”) shall allow NMC’s Board of Directors, in its sole discretion, to unwind the transaction described herein if they so choose to do so. The Parties further agree that in the event that NMC’s Board of Director chooses to unwind and does unwind this transaction pursuant a Performance Failure by RITE, then RITE will be granted the equivalent of two hundred (200) shares of NMC common stock (200 shares x $0.005 per share = $1.00), payable in common Please review pages 2 & 3 - Cautionary Notes on Forward-Looking Statements. 6 stock or in any other such form of compensation as may be mutually agreed to by the Parties at that time, for each one ($1) United States Dollar of funds contributed by RITE and used to pay down the five million ($5,000,000) United Staes Dollars in outstanding obligations of NMC that RITE has assumed pursuant to this transaction or paid into, or on behalf of, the Subsidiaries towards the development of the mineral project.

Unwinding. The Parties agree that the success of the transaction described herein is dependent on certain actions which RITE has agreed to undertake, which have been memorialized in Section 6. AGREEMENT TO FILE OFFERING AND SEEK UNDERWRITER and Section 7. EXPANSION OF THE RITE BOARD OF DIRECTORS of this Definitive Agreement. The Parties agree that failure by RITE to (i) file or cause to be filed with the SEC, within one hundred eighty (180) days of the execution of this Definitive Agreement, a Regulation A+, Tier 1 or Tier 2 Offering (the “Offering”), or to engage in another suitable alternate funding methodology to fund the development of the mineral assets of the Subsidiaries, unless funds have or are in the process of being raised from other sources; or (ii) expand its Board of Directors to include ▇M▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ in order to provide further comfort and continuity to the NMC shareholders, (the “Performance Failure by RITE”) shall allow NMC’s Board of Directors, in its sole discretion, to unwind the transaction described herein if they so choose to do so. The Parties further agree that in the event that NMC’s Board of Director chooses to unwind and does unwind this transaction pursuant a Performance Failure by RITE, then RITE will be granted the equivalent of two hundred (200) shares of NMC common stock (200 shares x $0.005 per share = $1.00), payable in common Please review pages 2 & 3 - Cautionary Notes on Forward-Looking Statements. 6 stock or in any other such form of compensation as may be mutually agreed to by the Parties at that time, for each one ($1) United States Dollar of funds contributed by RITE and used to pay down the five million ($5,000,000) United Staes Dollars in outstanding obligations of NMC that RITE has assumed pursuant to this transaction or paid into, or on behalf of, the Subsidiaries towards the development of the mineral project.